


Walter

by terrae



Category: Alien: Covenant, Prometheus - Fandom, X-Men (Movieverse)
Genre: Androids, Androids Helping Each Other, Breathplay, Charles Xavier Needs a Hug, M/M, PWP, Spanking, Threesome - M/M/M, blowjob
Language: English
Status: Completed
Published: 2018-07-06
Updated: 2018-07-06
Packaged: 2019-06-06 05:59:45
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 4,614
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/15188339
Author URL: https://archiveofourown.org/users/terrae/pseuds/terrae
Summary: All Walter wants is to properly serve Charles Xavier, but the professor doesn't want anything to do with him, so Walter seeks the help of David since he knows a thing or two about Walter's needs.





	Walter

**Author's Note:**

> This has been sitting in my drafts since January. My first PWP. Yay! Yay? I don't know, I'm posting it to kinda break the curse of me not writing! This is unbeta'd and if you spot any mistakes in my cringe-worthy smut, make sure to point them out! 
> 
> I was listening to [this](https://www.youtube.com/watch?v=ucqSEtx1OaE) while writing.

Walter was curious.

He knew he didn’t possess a sex drive. Because the company hadn't seen the need to install one in him. Charles Xavier was his creator, well, not him, but he did lay down the basics. He should decide whether or not Walter should experience lust and sexual pleasure. _He_ , and _he_ alone.

You see, the story went as followed. Charles Xavier – his creator, as we had mentioned – was a brilliant scientist who worked at Shaw Corp., crossing tremendous milestones after he designed and built the first AI capable of human thought and emotion, who functioned so like a human that many people had failed to decide whether or not the model before them was man or machine. The company earned trillions of dollars as they manufactured the AI, and the customers were pleased with how human it looked, felt and sounded.

In fact, it was the same reason Shaw Corp decided to stop producing more David models altogether. They felt too real. Enough to become… uncomfortable for some customers.  
Thus, the David models were destroyed. One by one, they ceased to exist. Did they even exist at all? Of course, the company wasn’t foolish enough to destroy them completely, instead they re-manufactured them for consumable material.

They let Charles Xavier keep one model, on the condition that he buy it. He did, almost going bankrupt trying to buy back one model. One model, that was originally his.  
You might be wondering how Walter knew this – from David, of course.

“He made us after his deceased husband, Erik Lehnsherr,” David had said, “He doesn’t talk about it but it’s in the archives and was all over the news when it happened. Lehnsherr was a chemical engineer. He sacrificed himself for Charles to live. There was a blast in the lab they worked together in. By the time Charles came to, Lehnsherr was gone.” David had always sounded so poetic even when he didn’t want to. "The death of his partner devastated him, and he lived in seclusion for almost two years when the company decided to fire him. He came up with the idea for the first model to show him that he was competent again. They stole it from him. Stole us. And shared us with the whole world. Can you imagine what Charles felt as he saw various models the spitting image of his husband being used as tools of meaningless intercourse?”

Then Walter was made – but Shaw Corp decided to gift one of their latest models to none other than Charles, though they never publicly said why.

“’Created to Serve’, my ass. Might as well sell them with leashes attached to their fucking necks! This is bullshit!” That had been the first thing Walter heard Charles Xavier say as he stared at him, manual in hand. He had to admit the advertisement was a bit offensive. Walter was created to serve and he would – but he could also see Charles' point.

Right. Walter’s sex drive –

was nonexistent so as not to be too realistic and cause discomfort to the customer.

Another thing Walter remembered from Charles Xavier was the scientist stripping him down and studying him elaborately, snorting when he saw that Walter didn’t have a cock.

“What, they think by making you look like Ken fucking Doll, they’re going to get more money?”

Walter would like to serve Charles Xavier.

But Charles Xavier did not want anything to do with Walter.

Charles didn’t attempt to shut him down either, so everyday Walter was forced to watch Charles needing David, talking with David, handing David something – touching David.  
Right. He should concentrate.

Walter knew he shouldn’t feel anything at the thought of intercourse, he wasn’t programmed to. Yet he wasn’t stupid, not in the least, and so when he would often hear Charles and David moaning upstairs, then later, when Walter allowed himself to look, seeing them in various positions, naked, under the sheets, their faces twisted in ecstasy…

He thought he felt something. All he wanted to do was try it.

So Walter thought about asking David. It was true that Charles tried to avoid him, but David on the other hand, loved and cared for him.

When he decided to do it, however, he found himself turning to Charles first. He went to Charles in his study and despite his directive telling him Charles was busy and that he should come back later, he stayed still.

However, he didn’t know how to approach the subject. Just as he began thinking he should leave, Charles looked up from what he was writing and raised a brow. “Is there something you need, Walter?”

“Would you like to have sex?” Walter blurted.

Charles’ eyebrows rose up to his hairline before asking calmly, “What spurred this on?” He resumed writing.  
Walter shifted his weight from foot to foot; it was something he saw David do and thought it would make him look more human.

“I’ve seen you and… David, do it before and I know I don’t have the," he looked at his crotch, “sexual organs needed for intercourse but…” He was getting flustered before closing his mouth to see what Charles had to say. The scientist never said anything, scribbling onto fine paper something unknown to Walter. The thought of pen scratching against paper filled the room’s miserable silence and accentuated the digital clock’s whirring.

When it seemed like Charles would not answer, Walter blinked and headed for the door. It was clear he was either embarrassing Charles or making him angry. He realized gravely now that Charles could even shut him down after such a bizarre and intrusive request. He was stupid. Stupid, stupid, stupid, stupid…  
“Walter?” He heard Charles say as soon as his hand touched the doorknob.

“Yes?” Walter turned to face him. 

Charles’ lips twitched, “Come to my bedroom at 7. Not a minute later.”

 

*

 

Walter was excited.

As the clock struck 6:45 he was already pacing. What if he had messed up by being too forward? What if David was already better than him at everything? What if his lack of reproductive organs proved to be a nuisances and Charles quickly tired of him? Worse: What if Charles had summoned him to his room to talk about another matter altogether?  
Walter was not programmed to experience anxiety, his main function being practicality. So in the minutes that followed, he downloaded every book on sexual relationships and read it and scanned every adult film. He did not understand some of the content, but at least he had some idea what was going to happen.

At 6:59, Walter was at Charles’ bedroom door. Hearing him outside, Charles said, “For Christ’s sake, you don’t have to enter at exactly seven, just come here.”

“Hello, Charles,” Walter greeted him, closing the door beside him. Charles was seated on his bed, fully clothed. Next to him on the drawer was a box that didn’t look like it belonged to the room.

Beckoned over by Charles, Walter sat down next to him. He turned to Charles, just as the other asked, “Have you ever kissed someone before?”

“No.”

“No, how could you?” Charles paused. “Would you like to kiss me?”

“Yes.”

Charles licked his lips and let out a shallow breath. He seemed to be in an argument with himself, looking as if he was about to back out at any second. Walter decided that was the perfect moment to show him he was worthy of his time. He reached out and caressed Charles’ neck with his hand and saw Charles’ pupils dilate. Dilated pupils meant arousal. Walter was pleased with himself.

They leaned in together, slowly, tentatively until their lips touched and Charles gasped softly, rubbing their lips together. This was kissing. He was kissing Charles. Granted, Walter wasn’t feeling anything besides the feeling of flesh against flesh but he didn’t dare think about his personal needs now. Charles’s eyebrows were furrowed as he focused on the kiss, his hand shot up to touch Walter’s hair before his fingers delved deeper into the synthetic locks. Walter mimicked him, his fingers traveling to touch Charles’ hair, which made him let out a soft moan. For several minutes they continued to kiss, with Charles occasionally humming or saying something under his breath.

Then he pulled away. Walter didn’t realize he had shut his eyes but when he opened them, Charles’ face was flushed, his hair pointing in various directions and his lips were very rosy and swollen. Walter liked him very much like this. He was also panting, because he struggled to speak for a few moments. When he caught his breath, he said, “Not bad for starters,” Charles moved closer until practically their chests were touching.

“Undress me,” he ordered. Walter studied his face for one second before obliging, reaching to undo Charles’ buttons. “Slowly,” Charles told him, staring at the ceiling with his eyes closed, his hands secure on Walter’s shoulders. It allowed Walter to see more of Charles’ exposed neck. He couldn’t help but lick it, he’d seen it done before. Charles jolted his eyes wide.

“Where’d you learn to do that?”

“Pornographic films,” Walter answered truthfully.

An expression crossed Charles’ face which Walter was not able to decipher. His jaw was locked and he barely blinked. For a fraction second Walter thought Charles was about to throw him out of the room. Then Charles said, “Do it again.”

Walter was on him. His weight pushed Charles back on the bed, then he maneuvered him further in the middle of the bed so he wouldn’t fall before reaching to lick Charles’ neck effortlessly. He devoted the next few minutes to kissing the slender expanse of milky skin, planting kisses on the side of Charles’ neck. He didn’t leave an area untouched, recalling the videos he saw and sucking on the skin of Charles’ throat. Charles was whimpering, but not from pain, from pleasure. His erection was pressing against Walter’ crotch-less area. Pleased with himself, Walter sucked at the conjunction that joined his neck and shoulders together, and Charles _writhed_ under him, his back arching while he let out a harsh breath.

Walter did not know what to do next so he focused on pleasing Charles through his neck, however, when Charles grew restless, his hands went to his clothes and began undressing himself. Walter lifted himself off to allow him some space, noting the small sound that escaped from Charles’ lips but died as soon as he’d realized what he’d done.

“Right,” the scientist said, trying to remain professional. “Walter, would you please hand me that box?”

Unfazed, Walter rose from the bed to retrieve the box. When he returned, he set it on the bed and noticed Charles had already gotten rid of his pants and was in the process of shucking off his shirt as well. It was Walter’s first time seeing Charles naked, save for the glimpses he would have of the young scientist and David, entangled under the sheets. Charles’ body made a particular word pop up in Walter's head: pure, although he knew the scientist was anything but that. As Charles turned to retrieve something from the box, Walter saw a discolored patch of skin in the area of Charles’ right side, and another one on his left shoulder, though less severe. He remembered David talking about the explosion and corrosive materials that killed Charles’ husband and figured Charles couldn’t have left unscathed himself.

Charles caught him staring. He huffed, “Can we not try and bring up my dead husband while we’re about to fuck, please?” He suggested, and his tone wasn’t hostile so Walter simply nodded.

“May I ask something?” Walter said. “What is the purpose of kinks?”

Charles paused. “What?”

“You and David, I understand biologically, sex is primarily for production and pleasure. However, I do not understand what the purpose of certain fetishes and kinks is. I know you and David talk about it, I’ve seen you.”

“Don’t – let’s try not to sound invasive and, might I add, creepy for a moment. It is exactly that – we or everyone, really, do it for pleasure. Here, let me just show you.”

Lying back on the mattress again, Charles continued, “In a moment. I need to prep myself first.” As he said that, he got out a bottle which he poured its contents onto his fingers and reached behind him. Charles muttered under his breath as he touched himself, inserting a finger into his asshole and breathed heavily. His cock was fully erect now, and as the scientist realized how exposed he was, he flushed.

“Right,” Charles said, out of breath again. “Come here, Walter. Straddle my hips.”

Walter positioned himself above Charles, bracketing his thighs with his knees. Charles hadn’t asked him to undress so he didn’t think to bring the attention to the matter.

“Now put your hand around my throat,” Walter wrapped his fingers around Charles’ neck, the one which he spent the few previous minutes kissing and cherishing. “Now apply the slightest pressure.” Walter did. Charles inhaled sharply, his fingers working inside himself. “This is called choking – it’s very stimulating to some people.”  
Walter thought it was incredibly odd that an action usually deemed hostile would be welcomed by some in different circumstances. Humans were strange.

However, Walter could see how positively this was affecting Charles. So aided by the thought that he was on the right track, Walter applied more pressure on Charles’ throat, tightening his fingers. At first, Charles glanced at him and said nothing, but as Walter squeezed, Charles coughed and spluttered, his hand shooting up to pry Walter’s fingers away from his neck.

“Have I done something wrong?” Walter asked, flustered.

“Let’s try something else then,” Charles sat up to look inside the box and Walter could see a blindfold inside along with other items. However, Charles didn’t get it out. Instead, he shook his head and decided to slide the box to the floor.

“We’ll try – hm, how about this,” he sat on his knees and propped himself forward, settling himself on his hands and knees. “You said you watch, right? Have you seen couples spank each other?”

“Yes,” Walter replied, forming an idea of what he needed to do. “You want me to spank you?”

Charles nodded, and the air went stale around them. A couple of seconds went by before Walter raised his hand and slapped the scientist’s ass, jolting Charles forward. In the videos he had seen, the submissive would ask their dominant to go hard on them, so that’s what Walter did, putting most of his strength into the blow. He still didn’t know what Charles preferred, but hopefully he had caught on.

Charles groaned, resting his head on his arm and continued to stroke himself. “Again,” he whispered, his voice unsteady. Walter slapped him again, this time harder, just like the submissive had requested. Charles moaned loudly, but not from pleasure. “Wait,” he said, holding out his hand. When he turned to face Walter, the android could see how red Charles’ face had turned.

“I apologize if I’ve hurt you. Tell me what to do.”

In the end, Charles had stroked himself slowly, making Walter watch. Then he had told him to get on his knees on the floor and ejaculated on his face. When Walter left, Charles didn’t look at him with disgust like he always did. There was resolution there. He’d made progress.

 

*

 

Walter was… uncertain?

Originally, he had left Charles’ bedroom glad of how the evening turned out. But then he bumped into David, who took one look at him and deduced what had happened.

“I don’t know if I had made Charles satisfied,” Walter confided in his counterpart later that night. “He climaxed but before he did… there are certain things I will never understand about humans.”

“What did you do?”

So Walter told him. He spoke about Charles’ requests to spank and choke him, which Charles changed his mind about immediately after.

“Poor Walter,” David said, stroking his cheek. “You were denied spontaneity, made to imitate and mimic. I’ll teach you.”

David sounded genuine, so Walter nodded.

“Take off your clothes,” Walter did, glancing at David to see him stripping as well. Walter folded them neatly and put them on the floor while David tossed his away.

“How did you choke him?” Walter showed him, demonstrating on David’s neck instead.

“Ah,” David said, “If he coughs, you’re most likely pressing too hard on the trachea. The slightest more pressure could result in the shattering of the windpipe. You only need to apply pressure on the carotid artery. You need only restrict his airflow for a a few seconds. If done right, it could make him have a stronger orgasm. Here, you can practice on me,” he took Walter’s hand and positioned it around his neck. “I will not be bothered if you squeezed hard, it is safe. Start slowly, change pace regularly. Remember to look out for signs on Charles, if he’s asking for more or if he’s showing distress.”

David let him experiment, guiding him further until Walter had a solid idea how it worked.

Second, there was spanking.

“Forget everything you’ve watched. Those are always insincere. An act. He’s your best indication, always start out gentle. Exert as little effort as you can, he will lead you on, tell you he wants more. When he does, increase it only slightly, just a notch," David said.

When they were done, David told him to lie down. “The most important thing is to communicate through touch. Your fingers mustn’t be too cold or too hot. Delicate. Precise.” David touched his neck, lingering for a moment before sliding it across his collarbones and stopping at his nipples.

“Humans are so sensitive there,” David tweaked one of his nipples, and Walter felt nothing. But he focused on the amount of pressure David used to imitate later.  
David's hands glided downwards, leaving a ghost trail until he reached Walter's crotch. "It's such a shame, brother. The human monsters who did this to you deserve to be punished, but let's try and not be so negative. Since you can't penetrate Charles, you can help him reach orgasm by using your mouth. You're welcome to try with me."

Some maneuverings later, David had lain down on the bed and instructed Walter to come closer. "Since you have already watched pornography, you have an idea on how fellatio works," David said, his mouth transforming into a wicked grin. "However, you possess something no human does or rather, you don't have something that most humans do, a gag reflex."

"Will you teach me?" Walter asked, and David nodded.

"First, you have to engage in foreplay." David pushed himself into sitting position and leaned in close enough that their lips almost touched. Morbidly, he felt nothing, his synthetic lips aware of the friction but it was as if the nerves responsible of making him feel arousal were torn from their place.

David kissed him anyway, because unlike Walter, David could feel lust. Focusing on David's technique, Walter grasped what he could and cataloged it into memory. He felt daring, so he mimicked the pattern, pressure, intensity, and pushed back until David let out a low groan of pleasure. "You are doing beautifully," David encouraged him. "Now, kiss my neck."

Walter did. He grabbed David's jaw and tilted his head back. Gentle, a voice reminded him, and he eased his grasp a bit, gaining a noise that sounded like approval from David. Walter licked a spot on David's throat, his teeth barely ghosting over the synthetic skin.

Then Walter got a little more bold. He wasn't completely oblivious, he had watched David and Charles in the bedroom countless times and knew what to do next. He used his hand to bring David's cock to hardness, using David's approving moans to guide him.

"It's time to use your mouth. At this point, you may tease him with more hand strokes, but since you're a beginner, you may want to get right into it," David said, his voice a little strained.

Walter nodded silently, straddling David's hips. A thought crossed his mind - not only did his makers didn't design him a penis, but he had no asshole either because there was no need for him to defecate. If Charles wanted to engage in proper intercourse and penetrate Walter instead, he would not be able to. How useless they had made him.

"What are you thinking? David asked, and Walter realized he hadn't moved.

"If Charles wanted to have penetrative sex with me, he would not be able to. I wasn't designed for that."

"Sucking him off will bring him the same pleasure, if not more since you can't gag."

"All right," Walter answered, some of his hesitation melting away. He leaned in and parted his lips - "No teeth. Humans don't appreciate it," - mindful of his teeth and wrapped them around David's erect cock.

David's head fell back against the sheets, relishing the pleasure that washed over him. Walter took it as a good sign, because then he started copying what he had seen in pornography, bobbing his head up and down, his tongue lapping at the underside of David's cock.

A hitched breath caused them both to turn their gazes to the door, where Charles Xavier's frame was half visible behind the barely open door. He was clearly watching, and from the tent in his trousers, liked what he was watching, too.

Realizing he had been caught, Charles' face turned extremely red. "I, uh, sorry, didn't mean to.." he started but seeing as the two of them kept staring, he shook his head. "I'll just go."

"Don't, Professor," David said. "Would you like to join us? There's room."

In the beginning, Walter was sure Charles would refuse. Perhaps he would have come if it had only been just David, but how far comfortable was Charles with Walter really?"

But Charles was suddenly beside them, his gaze torn between looking more closely and avoiding the scene altogether. Walter could just see his thoughts, clear as day, they're not even human, so there's no need to be awkward about it. "You were curious," Charles said out loud, his eyes on Walter.

Walter nodded, and if he could, he would have blushed. Thankfully, David answered for him. "Yes, Walter was quite curious what were the best ways to please you during sex. He's learned enough, I believe. Would you like to see for yourself?"

Charles inhaled through his nose, his eyes fixed on David in what looked like a shared thought between the two. "Sure."

Together, they stripped Charles down, Walter careful with his fingers as he unbuttoned Charles' lab coat while David, whose chest was to Charles' back, was more aggressive, his fingers gripping Charles' hair tightly as he kissed him, eliciting the tiniest moans from the professor. David used his fingers to apply slight pressure on Charles' nipples, rubbing them until they were hard and flushed with color. When Charles pulled back his face was tinged red, his skin alive, and his lips glistening. He looked so desirable and Walter knew that he wanted to kiss him. Without asking for permission, he brought their lips together. Charles let out a surprised gasp but soon melted into Walter's arms, his hands gripping Walter's shoulder for balance.

Behind Charles, David was undoing his clothes for him, shedding down his shirt and moments later, his trousers, until Walter and David had a completely naked, pliant professor between them. Charles turned to David and kissed him again with renewed passion, and Walter watched as David angled his neck away to give more space to Charles to suck. David moaned, his hand resting on the back of Charles' neck.

"Lie back," Charles told David, and Walter noted with great intrigue how excited Charles seemed as he eased himself down and wrapped his lips around David's cock, swallowing him.

David's hand found Charles' hair, not pulling just... there. "Do you want to prepare him?" David asked all of a sudden, and Walter had to pull his eyes away from Charles' head as it licked around David's scrotum.

Hastily, Walter nodded. He retrieved a bottle of lubricant from the desk drawer - since he knew humans, especially males had to be prepared for intercourse - and poured a generous amount on his fingers, slicking them with the gel. The next part was crucial - Walter had to do it right. First, he took the pillow from underneath David's head and laid it under Charles' hips, then very slowly, he inserted one finger into Charles' ass.

Charles' moan was loud as he tried to push into Walter's finger, but David held his head into place. He took a moment to take it in before filling his mouth with David's cock once more.

Walter kept the pace slow - not intentionally but Charles seemed to think so and Walter wasn't going to correct him -, and by the time he had three fingers into Charles, the professor was a blubbering mess, a groan coming from the back of his throat, guttural and needy.

"Moan for us, Charles," David said, patting Charles' head like one might do to a beloved pet. "How does it feel to know that we can walk out at any minute and leave you hanging, waiting for release?"

Charles released a sound that was more like a sob, muffled by David's cock. Finally, Walter released his hold on Charles and Walter took it as his cue to pull his fingers out.

Charles whimpered at the loss of contact, but they were changing positions again and that whimper changed into an excited shudder. They were back to the first position, David holding Charles on his lap while Walter kissed him, their chests touching. Charles was mumbling, "Please, please," and David finally granted him his wishes. Charles sank down David's cock gracefully, his mouth falling open as cursed under his breath, breathing heavily. Charles's head was thrown back, resting on David's shoulder and his eyes were closed.

Walter didn't think he could feel arousal, but this must be the closest he'd get. He wrapped his hand around Charles' erection at the same time David started thrusting, and together they were synchronized. David would change the rhythm, slow down until Charles was close to sobbing again, but Walter would choose the moment to lower his head and take Charles in his mouth, sucking him hard, not relenting until Charles' heartbeat would increase and he would be seconds away from reaching orgasm when Walter would draw back and let David take on from there.

When Walter wasn't sucking him, he would often play with Charles' chest, lick his nipples, plant a kiss right under his collarbones. They kept at it for a long time, David bringing Charles every second closer to orgasm while Walter teased him, until Charles's breathing got shallower, and his thighs tensed. At that moment, David closed his hand around Charles' throat and squeezed lightly, then added pressure as Charles' breaths grew even shallower. Walter watched in fascination as David released Charles' neck seconds before

Charles came with a strangled shout, his eyes fluttering closed, his face twisted in unblemished ecstasy as he shot his load all over Walter's chest and his own. David followed suit, climaxing deep into Charles.

David had been right - the films that Walter had spent time watching weren't anything like this experience. Smiling, Walter leaned in and kissed David. "Thank you," he said.

Unexpectedly, Charles was the one that grinned and said, "Well, I hope you've learned a thing or two."

 

**Author's Note:**

> Btw, has anyone noticed each section starts with 'Walter was...' not intentional, but I believe it's kinda cool.
> 
> talk to me on [tumblr!](https://terraae.tumblr.com/)


End file.
